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The loss dropped UK's record away from Rupp Arena to 0-8 this season. The Cats fell to 9-10 overall and 5-5 in the Southeastern Conference.

State improved to 11-7 overall and 4-6 in SEC.

The first half brought the expected: a close, competitive game.

But the first 20 minutes did not follow predicted form. Rather than the high-scoring, uptempo affair the teams played in Lexington in December, UK and Mississippi State played it more conservatively here.

Kentucky took a 38-35 lead into the locker room. But it wasn't the pressing, running Cats that controlled much of the half.

UK carefully dissected State's man-to-man defense, scoring repeatedly on cuts to the basket and drives. UK had only four three-point baskets in six attempts.

The break from style didn't end there. The Cats only pressed three times in the half. When applied, the press was effective. Its first appearance, eight minutes into the game, caused a turnover pass.

The second press attempt caused State to call a timeout rather than attempt an inbounds pass.

The Cats shot a healthy 52.2 percent. But Pitino chose not to use the good shooting and use the press more often.

With an active 2-3 zone, UK held State's star forward Cameron Burns to three free throws in the half.

The Cats broke it open midway through the half. UK built two leads of 12 points.

Alert plays by John Pelphrey helped UK get a cushion. Pelphrey's fastbreak layup and three-point play gave Kentucky a 34-22 lead.

Pelphrey kept it at 12. He snuck under the basket to rebound Reggie Hanson's air ball from the post, then cut for a layup that made it 36-24.

Much of the lead disappeared in the final four minutes as State scored the half's final nine points.

The Cats committed five turnovers down the stretch.

UK's game-long ability to beat State on cuts to the basket helped the Cats stay ahead.

Pelphrey's three-pointer, which came at the 8:17 mark, was UK's sixth of the game. It was UK's 218th of the season, breaking the SEC record of 217 set last year by Tennessee.

Braddy's three-pointer, his first since the Furman game, gave UK a 10-point lead.

Three three-pointers helped State get even. Watts' tying three came after a timeout with 49 seconds left.

"We set a play for Tony because he's hit so many big three-point baskets in his brief career," State coach Richard Williams said of Watts, a sophomore.

"It was a man play, and we were in a zone," Pitino said. "Derrick (Miller) got caught below a screen."

UK got two chances to win it in regulation. With the game clock inside 10 seconds, Woods got free on a Feldhaus pick. But Woods missed a contested banker from inside 10 feet. It was Woods' fifth miss in the final seconds of a game or overtime, the latest coming at Auburn last week.

Hanson got the rebound. But with no time to prepare a shot, Hanson could only touch-pass a shot at the rim. It hit the front of the rim and fell off at the buzzer.